SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* SAB CAPITAL MANAGEMENT LP (Last) (First) (Middle) 767 FIFTH AVENUE, 21ST FLOOR (Street) NEW YORK NY 10153 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Care Investment Trust Inc. [ CRE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 11/04/2008
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001 per share	11/04/2008		S		1,000	D	$11	2,831,394	I	See Footnotes(1)(2)(4)
Common Stock, par value $0.001 per share	11/04/2008		S		2,995	D	$10.44	2,828,399	I	See Footnotes(1)(3)(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* SAB CAPITAL MANAGEMENT LP (Last) (First) (Middle) 767 FIFTH AVENUE, 21ST FLOOR (Street) NEW YORK NY 10153 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SAB CAPITAL ADVISORS LLC (Last) (First) (Middle) 767 FIFTH AVENUE, 21ST FLOOR (Street) NEW YORK NY 10153 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SAB CAPITAL MANAGEMENT LLC (Last) (First) (Middle) 767 FIFTH AVENUE, 21ST FLOOR (Street) NEW YORK NY 10153 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SAB CAPITAL PARTNERS II LP (Last) (First) (Middle) 767 FIFTH AVENUE, 21ST FLOOR (Street) NEW YORK NY 10153 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SAB CAPITAL PARTNERS LP (Last) (First) (Middle) 767 FIFTH AVENUE, 21 FLOOR (Street) NEW YORK NY 10153 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SAB OVERSEAS MASTER FUND, L.P. (Last) (First) (Middle) 767 FIFTH AVENUE, 21ST FLOOR (Street) NEW YORK NY 10153 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* BOMMER SCOTT A (Last) (First) (Middle) 712 FIFTH AVE (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. SAB Capital Advisors, L.L.C. (the "General Partner") serves as the general partner of, and has investment discretion over the securities held by, SAB Capital Partners, L.P. ("SAB"), SAB Capital Partners II, L.P. ("SAB II"), and SAB Overseas Master Fund, L.P. (the "Master Fund"). SAB Capital Management, L.P. (the "Investment Manager") serves as the investment manager of, and has investment discretion over the securities held by, SAB, SAB II and the Master Fund. SAB Capital Management, L.L.C. (the "IMGP") serves as the general partner to the Investment Manager. Scott A. Bommer is the managing member of each of the General Partner and the IMGP.

2. These shares of the Issuer's common stock to which this note relates are held directly by SAB as to 2,015,013 shares; SAB II as to 41,865 shares; and the Master Fund as to 774,516 shares.

3. These shares of the Issuer's common stock to which this note relates are held directly by SAB as to 2,015,013 shares; SAB II as to 41,702 shares; and the Master Fund as to 771,684 shares.

4. Each of the reporting persons disclaims beneficial ownership of the securities to which this Form 4 relates for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, except as to the extent of such reporting person's pecuniary interest in the securities.

Remarks:

***Brian Jackelow, as attorney-in-fact for Scott A. Bommer, individually and (a) as managing member of SAB Capital Advisors, L.L.C., for itself and as the general partner of SAB Capital Partners, L.P., SAB Capital Partners II, L.P., and SAB Overseas Master Fund, L.P. and (b) as managing member for SAB Capital Management, L.L.C., for itself and as the general partner of SAB Capital Management, L.P.

	/s/ Brian Jackelow, as attorney-in-fact for Scott A. Bommer***	11/06/2008
	** Signature of Reporting Person	Date
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